UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) February 18, 2000
BluePoint Linux Software Corp.
(Exact name of Registrant as specified in charter)
Indiana 0-25797 35-2070348
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
A310, East-2, SEG Science & Industry Park, Huaqian Road North,
Shenzhen, Guangdong Province, China
(Address of principal executive offices)
Registrant's telephone number, including area code: 00867553763137
ITEM 1. CHANGES IN CONTROL OF REGISTRANT.
A change in control of the registrant occurred on February 18, 2000, pursuant to
the terms and conditions of a Plan of Agreement and Reorganization (the
"Agreement") dated January 7, 2000, between MAS Acquisition XI Corp., an Indiana
corporation (the "Company") and BluePoint Linux Software Corp. (Formally known
as, Shenzhen Sinx Software Co., Ltd.), a Chinese corporation ("BluePoint"),
which provided for the merger of BluePoint with and into the Company as the
surviving entity, pursuant to a tax-free reorganization in accordance with
Section 354 and 368 of the Internal Revenue Code of 1986, as amended.
ITEM 2. ACQUISITION AND DISPOSITION OF ASSETS.
The Company entered into the Agreement with BluePoint on January 7, 2000,
whereby BluePoint agreed to stock for stock exchange as set forth in the Plan of
Agreement and Reorganization attached hereto as Exhibit 1. This Plan or
Reorganization is within the meaning of Section 368 (a)(1)(B) of the Internal
Revenue Code of 1986, as amended. Pursuant to the terms of the agreement, MAS
acquired from the shareholders of BluePoint, all of the issued and outstanding
shares of BluePoint in return for 15,500,000 shares of the authorized but
unissued shares of MAS, leaving a total of 20,000,000 shares of common stock
presently issued and outstanding. BluePoint will then become and operate as a
wholly owned subsidiary of MAS. The common shares of the Company issued in
connection with the conversion have not been registered under the Securities Act
of 1933, as amended.
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ITEM 3. BANKRUPTCY OR RECEIVERSHIP.
Not applicable.
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
Not applicable.
ITEM 5. OTHER EVENT.
On January 5, 2000, the Company accepted the return of and cancelled, 8,203,133
shares of the Company's common stock from MAS Capital Inc., a company controlled
by Aaron Tsai. The Company has effected a 15 for1 forward split on January 7,
2000. After issuing 15,500,000 shares of common stock to BluePoint, the Company
has a total of 20,000,000 shares of common stock issued and outstanding.
ITEM 6. RESIGNATION OF REGISTRANT'S DIRECTORS.
Pursuant to the terms of the aforementioned Agreement, the Company has accepted
the resignation of Aaron Tsai, the Company's sole Director and Officer as of
February 17, 2000, and appointed Yu Deng as President and Chief Executive
Officer and, Yu Deng, Ze Kang, ShengMiao Lia, HuiYaYuan and Ling Li, as
Directors.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS.
(a) Financial Statements.
(i) Audited financial statements of BluePoint will be filed pursuant to an
8-KA.
(ii) Unaudited combined financial statements of BluePoint and MAS will be
filed pursuant to an 8-KA.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: February 18, 2000
BluePoint Linux Software Corp.
By: /s/ Yu Deng
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Yu Deng
President, and Director
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